Issuable Maximum shall have the meaning set forth in Section 4(e).
Issuable Maximum means, as of any date, a number of shares of Common Stock equal to 19.99% of the outstanding shares of Common Stock immediately preceding the First Closing Date, less such number of shares of Common Stock as have been issued at a price below the Threshold Price (1) upon exercise of the Warrants and warrants issued under the 2003 Securities Purchase Agreement, the 2004 Securities Purchase Agreement, 2004 Loan Agreement or the 2005 Loan Agreement, (2) upon conversion of the 2003 Debentures, the 2004 Debentures, the 2004 Notes, and the 2005 Notes and (3) upon conversion of the Notes, or in payment of interest thereunder. Each Holder shall be entitled to a portion of the Issuable Maximum or Change of Control Threshold, as applicable, equal to the quotient obtained by dividing: (x) the principal amount of Notes issued and sold to such Holder on the Original Issue Date by (y) the aggregate principal amount of all Notes issued and sold by the Company on the Original Issue Date. If any Holder shall no longer hold Notes, then such Holder's remaining portion of the Issuable Maximum or Change of Control Threshold, as applicable, (other than those represented by the remaining portion of this Warrant and the other warrants referenced in clause (1) above) shall be allocated pro-rata among the remaining Holders, giving effect to the Company's desire to allocate among the class of securities known as the Notes this limitation. If on any Date of Exercise, or at such time as a Holder shall notify the Company that the condition in (A) following this clause shall be in effect: (A) the aggregate number of shares of Common Stock that would then be issuable upon exercise in full of this Warrant would exceed the Issuable Maximum or would exceed the Change of Control Threshold on such date, and (B) the Company shall not have previously obtained the vote of shareholders applicable to approve the issuance of shares of Common Stock in excess of the Issuable Maximum or Change of Control Threshold, as applicable, pursuant to the terms hereof (the "SHAREHOLDER APPROVAL"), then, the Company shall, on such Date of Exercise or on any Date of Exercise prior to the receipt by the Company of the Shareholder Approval, shall issue upon exercise hereof a number of shares of Common Stock equal to the Issuable Maximum or Change of Control Threshold, as applicable, and, with respect to the remainder of this Warrant for which an exercise would result in an issuance of shares of Common Stock in exces...
Issuable Maximum has the meaning assigned to it in Section 8.
Examples of Issuable Maximum in a sentence
For avoidance of doubt, unless and until any required Shareholder Approval is obtained and effective, warrants issued to any registered broker-dealer as a fee in connection with the Securities issued pursuant to the Purchase Agreement as described in clause (iii) above shall provide that such warrants shall not be allocated any portion of the Issuable Maximum and shall be unexercisable unless and until such Shareholder Approval is obtained and effective.
The Holder and the holders of the other Warrants issued pursuant to the Purchase Agreement shall be entitled to a portion of the Issuable Maximum equal to the quotient obtained by dividing (x) the Holder’s original Subscription Amount by (y) the aggregate original Subscription Amount of all holders pursuant to the Purchase Agreement.
In addition, the Holder may allocate its pro-rata portion of the Issuable Maximum among Warrants held by it in its sole discretion.
Such portion shall be adjusted upward ratably in the event a Purchaser no longer holds any Warrants and the amount of shares issued to such Purchaser pursuant to its Warrants was less than such Purchaser’s pro-rata share of the Issuable Maximum.
Each Holder shall be entitled to a portion of the Issuable Maximum equal to the quotient obtained by dividing (x) the original Stated Value of such Holder’s Preferred Stock by (y) the aggregate Stated Value of all Preferred Stock issued on the Original Issue Date to all Holders.
More Definitions of Issuable Maximum
Issuable Maximum means a number of shares equal to 3,185,000, less: any number of shares of Common Stock previously issued upon conversion of this Debenture and any other Initial Debentures and exercise of any Warrants issued to the Holder on or prior to the Original Issue Date. Each Holder shall be entitled to a portion of the Issuable Maximum equal to the quotient obtained by dividing: (x) the principal amount of Debentures issued and sold to such Holder on the Original Issue Date by (y) the aggregate principal amount of Debentures issued and sold by the Company on the Original Issue Date. If any Holder shall no longer hold Debentures, then such Holder's remaining portion of the Issuable Maximum shall be allocated pro-rata among the remaining Holders. If on any Conversion Date: (A) the aggregate number of shares of Common Stock that would then be issuable upon conversion in full of all then outstanding principal amount of Debentures would exceed the Issuable Maximum, and (B) the Company shall not have previously obtained the vote of shareholders, as may be required by the applicable rules and regulations of the Nasdaq (or any successor entity) applicable to approve the issuance of shares of Common Stock in excess of the Issuable Maximum pursuant to the terms hereof (the "SHAREHOLDER APPROVAL"), then, the Company shall issue to the converting Holder a number of shares of Common Stock equal to such Holder's pro-rata portion (which shall be calculated pursuant to the terms hereof) of the Issuable Maximum and, with respect to the remainder of the principal amount of Debentures then held by such Holder for which a conversion would result in an issuance of shares of Common Stock in excess of such Holder's pro-rata portion (which shall be calculated pursuant to the terms hereof) of the Issuable Maximum (the "EXCESS PRINCIPAL AMOUNT"), the applicable Holder shall have the right to require the Company to either: (1) obtain the Shareholder Approval applicable to such issuance as soon as is possible, but in any event not later than the 90th day after such request, or (2) pay cash, in an amount equal to the Excess Principal Amount (and accrued and unpaid interest thereon). If a Holder shall have elected the first option pursuant to the immediately preceding sentence and the Company shall have failed to obtain the Shareholder Approval on or prior to the 90th day after such request, then within three (3) days of such 90th day, the Company shall pay cash to such Holder an amount equal ...
Issuable Maximum shall have the meaning ascribed to such term in Section 4.15.
Issuable Maximum is amended in its entirety and now reads as follows: “Issuable Maximum” means for purposes of Section 6(b)(i) a number of shares of Common Stock equal to 19.99% of the of the Company's outstanding shares on the Original Issue Date.
Issuable Maximum has the meaning set forth in Section 5.2(b).
Issuable Maximum shall have the meaning set forth in Section 6(d).
Issuable Maximum means, for purposes of Section 4(c), the balance of authorized shares of Common Stock that are not issued, outstanding or reserved for issuance to permit conversion of all of the then outstanding shares of Series J Preferred Stock and the exercise of all of the then outstanding common stock warrants issued in conjunction therewith.
Issuable Maximum shall have the meaning ascribed to such term in the Warrants.